Chapter 34, eh? Eh eh? And here my brain thought I was done with angst, but NEVAH! I SHALL NEVAH SURRENDER THE ANGST! *cough, cough* Anyways, on another note, I'm considering starting up a Pathfinder/DnD campaign using Roll20 to play online with followers. Two have already expressed interest, so if you might be interested in playing with me as a DM, feel free to send a message to me on Tumblr at lupos-corvidae, or here. You would need to have your own mic, and be able to play on a weekday afternoon between say, 6-9pm EST (GMT-5), but if you're new thats fine. Anyways, hope you all enjoy the next chapter!

"P-Penny?" Ruby stuttered out. The holographic image before her nodded, before it disappeared and reappeared as a full figure, being projected next to her. Ruby reached out a tentative hand, but it touched nothing but light, displacing the beams that were forming Penny's figure. As her hand dropped to her side, Penny's projection took a step forward.

"I'm sorry, I know this must be quite a shock," the Penny figure said.

Ruby goggled. "Shock? Shock!? I saw you…the Drake, and you…you were…"

"My body was destroyed during the fight, yes. That is accurate."

Ruby took a step backward, planting her hands over her ears and closing her eyes tightly. Her shoulders shook as she tried to take it in, but her head was pounding. It was too much, too much for her to handle at once. She remembered the day she'd lost Penny, the day she'd lost one of her best friends, she remembered that moment with perfect clarity. Her mind took her on a trip…dragged back, eight years, to one of the darkest nights of the Fall of Vale.

Ruby shouted in pain as she slammed into the ground, feeling her ribs cracking. Raising one hand to her face, she felt the warm blood flowing from the cut the Drake's claw had ripped into her, making her eyes tear up from the pain. She clenched her teeth and staggered to her feet, wiping smoke and blood away from her eyes so she could see. The Drake was flying overhead again, screaming in rage as it swept past, the downdraft from its wings nearly sending her flat again.

She could see Weiss a distance away, her dress a tattered, dark remnant of what it was before, desperately trying to hold off the Grimm trying to reach the plaza the others were fighting the Drake in. Yang was beside her, flames erupting with every punch, but even from this distance Ruby could see the sparks, the tiniest flickers of the fire in her hair as her energy was being drained. Blake was being pulled away by Fox, Blake's broken leg preventing her from fighting anymore.

Ruby ducked as Pyrrha's spear went flying past, impaling a Beowulf trying to sneak up behind her. With a grateful nod to Pyrrha, she stumbled forward, hissing in pain at the pressure on her ribs. She managed to stagger to the corner of a building, leaning against it for support as she tried to get a moment to breathe, grateful for whatever she could get, even if it was nothing but smoke and dust left in the air.

She clenched her fist at her side as the Drake flew past again, its roar reverberating in her bones. Every hunter nearby had to duck into an alley, or beneath a crumbling building, in the hopes of avoiding the blast from its wings, but it still almost seemed to seek them out even in shelter. Four hunter teams…RWBY, JNPR, SSSN, CFVY, as well as Penny, were facing down the Drake, and still hadn't been able to bring it down. It regenerated at an insane rate, and the Grimm that it called to its side made it that much more difficult to face. Not to mention not even Yang could take a full powered hit from it.

"Ruby!" Ruby opened her eyes to see Penny by her side, her eyes wide and worried as she took in Ruby's half bent over form.

Ruby tried to gulp in air, a mistake she quickly realized at her lungs rejected the sudden influx of smoke. She began coughing painfully, her chest heaving. Penny tried to help calm her, pressing her hand on Ruby's back, but that merely set the pain in her ribs off again, making her yelp in pain. Penny's eyes narrowed as she looked at Ruby, her irises narrowing in as she began a quick scan.

"Ruby, you have five broken ribs, and a fractured pelvis. You cannot continue to fight. You must join Blake, Scarlet, Fox, and Ren. You need to retreat."

"I can't! We don't have time! The civilian transports can't leave while that things still in the air! Penny, I- "

Ruby's response was cut off by a scream of pain. Spinning about, the two young women watched as Coco went flying, blood pouring from a massive slash across her front. Velvet screamed Coco's name, scrambling to reach her, but the Drake chose that moment to land. As its claws slammed into the ground, the earth shook, throwing everyone nearby off balance. The Drake's tail swung about, ramming into the chest of Sage, throwing him back into Sun and Yatsuhashi, sending them careening through a crumbling wall behind them.

The Drake began to stalk forward towards Coco's still form, but was blindsided by a raging Nora, her hammer smashing into its right cheekbone. They could hear the bone cracking, but within seconds they could see the bone shifting back into place beneath its skin, it turning its burning eyes towards the creature that dared to strike it. It snapped at her, but Pyrrha slashed it across the face to knock it away. Spinning about faster than she anticipated, it's left claw came swinging in at Pyrrha's blind side.

Ruby gasped, and ignoring the pain in her side, blurred forward in a rush. She shoved past Penny, moving as fast as she could. She had to do something! Bringing Crescent Rose up, she tried to guard, but her rib's prevented her from lifting her arms fully. The Drake's claw hit her and swept her along, ramming her into Pyrrha and sending the two of them tumbling along the ground, leaving divots in their wake as they crashed into the remaining pieces of a truck. Pyrrha's head slammed into the tire, her eyes rolling in the back of her head in pain as Ruby tried to scream in pain, but found herself unable to breathe enough to speak.

Ruby had one eye open, desperately trying to struggle to her feet as the Drake began to slowly stalk towards them, but couldn't find the energy to move. Her body would not move a single muscle, every part of her screaming in agony as her voice failed to express a word. She could hear Pyrrha struggling behind her, but it was obvious she was in no better condition to move than Ruby was. The Drake licked its lips as it crept along the ground towards them. Ruby could feel the tears welling up as she realized this was it, that this was how she would die. Another failure on her part.

Her eyes snapped back up as the Drake screamed in agony, a massive piece of rubble smashing into its side and knocking it over. A foot stomped down in front of Ruby, causing her to lift her head, her neck screaming in agony every second, seeing…Penny.

Penny glared at the Drake, her blades rotating slowly behind her as she stared it down. She hadn't escaped uninjured, the faux skin on her left leg ripped clean off, leaving sparking metal in its place. A hole was in her abdomen, wires dangling out from her, the tiniest flicks of light showing power still running through them. Her fists clenched, Penny growled. "Stay away from my friends!"

The Drake snarled in return as it woozily clambered back to its feet, shaking its head to clear it. In the precious few moments as it tried to recollect itself, Penny turned back to look down at Ruby. She gave a smile, a tight, determined one as she looked down at Ruby's crumpled form. Bending down with great effort, she placed a hand on Ruby's shoulder and squeezed. "Thank you, Ruby, for everything you've done for me."

Ruby struggled, her hand scrabbling helplessly on the dirt below her, barely managing to croak out "Penny, what…what are you going to do?"

Penny's smile widened nearly imperceptibly, but a sadness was present in her eyes. "I'm going to protect my friends. Goodbye, Ruby."

Ruby had no time to react, as Penny threw herself forward, her swords spinning about her in a flurry. Ruby watched, horrified, as the Drake threw its claw forward in a massive sweep, Penny just barely dodging it by leaping into the air as high as she could possibly go. All of her blades came screaming down from above, ripping into the Drake's back, making it screech in agony as she pulled herself down along the strings. Slamming into its back with force, Penny crossed her hands over her chest, closing her eyes.

Ruby didn't understand. A green glow was surrounding Penny's chest, reminiscent of the glow of her laser she fired, but with her swords stuck in the Drake's back, she couldn't charge it. Not that it would do anything, the Drake had previously brushed the blast off. Then it clicked. Everything fell into place in Ruby's mind, her eye's going wide as she realized. Penny's laser was powered by her core, by the part of her that gave her entire form life…where Penny's soul had been forged. But a Dust powered core could be…overloaded.

Ruby desperately tried to struggle to her feet, her legs refusing to move as she gripped onto the ground, clawing at it as she tried to pull herself along. She wanted to scream for Penny to stop, to shake some sense into her, to do anything to stop her, but she couldn't even whisper anymore. The smoke was too dense, the heat too intense, the pain too strong for her to even begin to fight again. The green glow had surrounded Penny's entire body, the Drake sensing something amiss as it began thrashing wildly, trying to dislodge the woman clinging to its back.

Penny opened her eyes, green meeting Ruby's silver for one final time. Even from this distance, with the glow nearly blinding, Ruby could see Penny mouth the words 'I'm sorry', before her core erupted. An impossible wave of force came rocketing out from Penny's form, the light brighter than the sun as Ruby felt herself thrown back once more by the sheer explosive power. The deafening bang made Ruby feel like her ears were going to explode, her hands automatically reaching up to cover them as she tried to scream, but she wasn't sure if she simply failed to scream or if it had been overridden by the sound.

It felt like an eternity, the blast. Even when she thought it had faded away, her eyes were still blind, her ears still ringing, and her body felt like it was on fire. She could hear someone shouting, but it was muffled by the ringing in her ears. A hand touched her shoulder and it felt like an explosion went off within her, her voice coming back with a vengeance as she screamed in agony. Blinking rapidly, the light slowly faded from her eyes, leading her to see the worried red eyes of Yang, only the barest wisp of flame left in her hair. Yang tried to speak to her, but though she could see her lips moving, she couldn't hear what she was saying.

Ruby had a brief moment of panic where she worried she was deaf, but the worry disappeared as she remembered what had happened. Struggling, she tried to wave Yang out of the way so she could see, shoving at Yang's legs to try and make her move. Yang complied, stepping aside, giving Ruby the view she would never forget.

A massive crater lay in the center of the area, the entire region surrounding it blackened and charred. Only splashes of black blood remained, the entirety of the Drake vaporized in the ensuing explosion…and with it, Penny. Ruby couldn't take it, and she dropped her head to the ground, tears running from her face as she lay upon the cool earth, no longer caring.

Ruby came back to herself, realizing quickly she was kneeling on the floor with her hands covering her face. She felt the wetness of tears on her cheek, her shoulders still shaking from the tension and fear the memory brought back within her. A careful cough sounded from her left. She lowered her hands enough to see Ozpin, holding a small bottle of water in his hand out for her. Sniffling, she took it, removing the cap and taking a deep draught of it, letting the water wash away the lingering taste of smoke that had come back from her memory. Glancing up, she saw that the Penny projection was seated on the edge of the table, hands clasping it as she looked down at Ruby.

"Are you okay, Ruby?" Penny asked.

"I…how…how did you survive? I saw...I saw what you did. How?" Ruby begged.

The Penny hologram sighed. "I expected to die that day, when I overloaded my core. I did not think I would survive. But point three two seven seconds before the overload began the explosion sequence, I realized…I did not want to lose you. I did not want to lose any of my friends. I had things I still wished to do. So I took a gamble, like you had taught me when you taught me to play poker. I was still connected to the Atlas CCT at the time. I took as much of my memory, my personality, everything I could gather in that time frame and shot it back towards the CCT."

Penny hopped off the edge of the table, her holographic feet making no sound as they landed, and walked over towards the large windows in the front of the bridge. Her digital voice was soft as she spoke. "It was…confusing. For a time I was not truly myself, I was just a bundle of data that was too scattered to function. But while I was trying to piece myself back together, as my subroutines tried desperately to keep my data in one file, I still was searching a place to stop leaping from in order to do exactly that. Shortly after that fight, Vale fell, and though I wasn't able to comprehend it fully in that state, my functions decided staying at the CCT was not safe. So I found another place, a quiet one, hidden beneath the earth."

"The Reclamation," Ruby breathed.

Penny nodded gravely. "Here, I was able to piece myself back together. It took quite some time…by the time I had finished, Atlas had fallen. I was unsure of what to do, so I decided to wait. I could not receive much information from outside at this point, so I had little recourse. But eventually, I was found, and- "

"I?" Ruby queried. "I thought they didn't know you were in here."

Penny's holographic face changed hue slightly, making Ruby think of a blush. "Well, I mean…I am the Reclamation at this point. It is kind of me."

Ruby shrugged. "That's fair I guess."

"Anyways, I decided to help the Headmaster in his mission, but it wasn't long after I chose to I found out you were…missing. Along with Yang and Weiss. He had many meetings with Blake about it, and with JNPR as well. I was scared to reveal myself without you here…I feared he would try to shut me down."

"Allow me to reassure you, Miss Polendina, the thought has never crossed my mind. You are a valuable part of this team, in my opinion…and beyond that, I agreed with your father fully. I know you have a soul as much as I do." Ozpin replied, taking a sip from his mug.

"Thank you, Headmaster. But that is truly all there is to my tale. I'm sorry for not being there for you, Ruby."

"You are now," Ruby whispered, climbing to her feet. "But…now we can get you a new body! I'm sure we can figure out how to build one!"

"I do have my schematics stored in my memory banks, but…I cannot leave the Reclamation. Not now."

Ruby blinked. "What? Why not?"

Penny gestured around her. "Because this project needs the Reclamation…and the Reclamation needs me to function as efficiently as possible. Because I believe in what Ozpin wishes to do, what Blake and JNPR wish to do. I am not doing this because I am forced to, but because I want to be as much help as I can, and right now…I am of more use here, than I would be out there."

Ruby turned to Ozpin, staring at him directly in his eyes. "And what exactly is it you want to accomplish in the end? I didn't forget you said you wanted my help. What are you trying to do, Ozpin?"

Ozpin set his mug down on the table next to him, before turning to Penny. "Miss Polendina, would you be so kind as to bring up the file marked 2NRW?" With a simple nod, the viewing bay windows were covered by a black screen, as a video began to play across it. With a gulp, Ruby recognized herself, just days before, where she. Weiss, Blake, and Yang had been fighting to defend the village Yang had been staying in. It cut directly to the scene where she had ridden Weiss' summoned Nevermore and slew the two flying above, before it cut off a moment later. Ruby gave Ozpin a questioning glance, as he gestured towards the screen.

"Ruby, I have been the face of the Reclamation Project for the past eight years. It was an exceedingly slow start, especially considering how little aid the other kingdoms wanted to provide for what they saw as a futile venture. However, having JNPR and Blake on my side made a major impression. You see, Remnant watched the Fall, and no one missed how teams RWBY and JNPR were central to stopping the Fall, as well as to saving as many lives as they did. Everyone knows who brought Cinder Fall down, you know. Not everyone knows what you look like, but everyone knows your name."

He took a step forward towards the back of the bridge, clasping his hands behind his back. "I am a warrior at heart, just as you are, but I'm not a leader. Not anymore. I can be a politician, I can be an educator, but at the end of the day, people follow me because they believe I am right…but not because they want to. I do not inspire loyalty, or desire to push to a greater level. Not as you do."

He turned to face Ruby again, looking at her with ancient eyes, eyes that held both wisdom and pain of ages. "Atlas will be reclaimed. At our current projections, we believe it will be ours in as little as a year. But my plans do not end with Atlas. Atlas was secondary. Atlas being rebuilt does not inspire the same hope that I would wish to in the people of Remnant, the belief we can fight back against the darkness at our door. No, if we want the people of our world to hope again, to believe again, we need to go further. We need to take more. We need to retrieve what is ours."

"You want to reclaim Vale," Ruby whispered.

Ozpin nodded gravely. "I do. I have gathered equipment and agreements with the other nations. Over the next few years, every free hunter team will be coming to Atlas, training, preparing. Mistral and Vacuo will mobilize everyone they can, every soldier who is willing to fight for Remnant, and prepare them. But in the end, we need a beacon of our own, a light that others will follow in the jaws of death and will guide them back out of the darkness. I will fight that day, I will give it my all as well, but I cannot be that leader. However, someone else in this room can."

"But, I…I can't possibly…people wouldn't…" Ruby stuttered, stepping away from Ozpin, waving her hands in front of her in negation.

"People already believe in you. Do you not realize that your team still loves you, still believes in you, even after all this time? This video was what convinced Mistral and Vacuo to commit to my plan, because they could see Ruby Rose, a hero that others believe in, fighting for the people."

Ozpin picked up his mug and took a drink from it, before letting out a long sigh. "I am aware, Ruby, that you are hurt. It is fairly easy for me to say, even with only the bare minimum knowledge of psychology, to say you have depression. And that makes it very difficult for you to believe in yourself. So understand this…I will not in any way force you to do this, nor do I want you to feel obligated. I will lead this force myself if you cannot, or I will look for someone else who can. Do not feel like you must. All I need you to know is that I truly believe in you, Ruby Rose. I believed in you thirteen years ago when I selected you for my academy, and to this day you still have not made me falter in that belief, not once."

Ruby stumbled slightly as she backed up into the seat behind her. Gripping the edge of it, she swallowed, trying to keep her balance. Penny strode up next to her silently, her holographic hand resting on Ruby's shoulder. Maybe it was her imagination, but she could almost feel the slightest tingling sensation when Penny did that, the barely hint of a touch. "I believe in you too, Ruby."

"I…I need…time," Ruby managed to get out, breathing shallowly.

Ozpin nodded. "Of course. There is no rush, nor do I expect you to decide soon. Please, return to your team, rest, and think it over. Discuss with them if you wish. Blake was not aware yet of my plans, I had planned to tell her and JNPR shortly, but feel free to tell them as well. I see no reason to keep it secret from anyone anymore…I only kept my counsel before as I did not want to get hopes up if I could not get agreements from Vacuo or Mistral as well. Thank you for listening to me, Miss Rose."

Ruby nodded jerkily, before she turned and started to exit the room. She paused before the door, turning back to look at Penny and Ozpin. "Penny, you'll…you'll still be here later, right?"

"Of course," Penny replied.

Ruby took a deep breath, giving a small smile to Penny before she strode out the door, back towards the barracks…towards her family. She had a lot to think about.